Debt

Debt at December 31, 2016 and 2015 consists of the following (in thousands):



		2016			2015
(1)	Mortgage note payable, 7.37%, paid in full on February 18, 2016	$	—		$	4,813
(2)	Note payable, 2.50%, paid in full on April 21, 2016	—			1,850
(3)	Mortgage notes payable, 6.37%, paid in full on May 2, 2016	—			24,754
(4)	Mortgage notes payable, 6.02%, paid in full on August 8, 2016	—			16,738
(5)	Mortgage notes payable, 6.10%, paid in full on September 1, 2016	—			22,235
(6)	Mortgage note payable, 6.06%, due March 1, 2017	8,615			9,381
(7)	Mortgage note payable, 6.07%, due April 6, 2017	9,331			9,667
(8)	Mortgage notes payable, 5.73%-5.95%, due May 1, 2017	30,486			31,603
(9)	Mortgage notes payable, 4.00%, due July 6, 2017	88,629			93,616
(10)	Mortgage note payable, 5.29%, due July 8, 2017	3,298			3,455
(11)	Mortgage notes payable, 5.86% due August 1, 2017	22,139			22,931
(12)	Mortgage note payable, 6.19%, due February 1, 2018	12,452			13,171
(13)	Unsecured revolving variable rate credit facility, LIBOR + 1.25%, due April 24, 2019	—			196,000
(14)	Unsecured term loan payable, LIBOR + 1.40%, $300,000 fixed through interest rate swaps at a blended rate of 3.09% through April 5, 2019, due April 24, 2020	350,000			350,000
(15)	Senior unsecured notes payable, 7.75%, due July 15, 2020	250,000			250,000
(16)	Senior unsecured notes payable, 5.75%, due August 15, 2022	350,000			350,000
(17)	Senior unsecured notes payable, 5.25%, due July 15, 2023	275,000			275,000
(18)	Senior unsecured notes payable, 4.35%, due August 22, 2024	148,000			—
(19)	Senior unsecured notes payable, 4.50%, due April 1, 2025	300,000			300,000
(20)	Senior unsecured notes payable, 4.56%, due August 22, 2026	192,000			—
(21)	Senior unsecured notes payable, 4.75%, due December 15, 2026	450,000			—
(22)	Bonds payable, variable rate, due October 1, 2037	24,995			24,995
	Less: deferred financing costs, net	(29,320		)	(18,289		)
	Total	$	2,485,625		$	1,981,920

(1) The Company’s mortgage note payable was prepaid in full on February 18, 2016 prior to its maturity date of July 15, 2018. The note was secured by one theatre property. In connection with this note payoff, the Company paid $472 thousand in additional costs included in costs associated with loan refinancing or payoff.

(2) The Company’s note payable was paid in full on April 21, 2016.

(3) The Company’s mortgage notes payable were paid in full on May 2, 2016 prior to their maturity date of June 1, 2016. This notes were secured by two theatre properties.

(4) The Company’s mortgage notes payable were paid in full on August 8, 2016 prior to their maturity date of October 6, 2016. The notes were secured by three theatre properties.

(5) The Company’s mortgage notes payable were paid in full on September 1, 2016 prior to their maturity date of October 1, 2016. The notes were secured by four theatre properties.

(6) The Company’s mortgage note payable is secured by one theatre property, which had a net book value of approximately $8.2 million at December 31, 2016. The note had an initial balance of $11.6 million and the monthly payments are based on a 25-year amortization schedule. The note requires monthly principal and interest payments of approximately $75 thousand with a final principal payment at maturity of approximately $8.6 million. On February 1, 2017, this loan was prepaid in full.

(7) The Company’s mortgage note payable is secured by one theatre property, which had a net book value of approximately $8.0 million at December 31, 2016. The note had an initial balance of $11.9 million and the monthly payments are based on a 30-year amortization schedule. The note requires monthly principal and interest payments of approximately $77 thousand with a final principal payment at maturity of approximately $9.2 million. On January 6, 2017, this loan was prepaid in full.

(8) The Company’s mortgage notes payable are secured by four theatre properties, which had a net book value of approximately $32.4 million at December 31, 2016. The notes had initial balances totaling $38.9 million and the monthly payments are based on a 25-year amortization schedule. The notes require monthly principal and interest payments totaling approximately $247 thousand with a final principal payment at maturity totaling approximately $30.0 million. The weighted average interest rate on these notes is 5.85%.

(9) On April 21, 2014, the Company assumed a mortgage note payable of $90.3 million in conjunction with the acquisition of 11 theatre properties. The mortgage note was recorded at fair value upon acquisition which was estimated to be $99.6 million. The fair value of this mortgage note was determined by discounting the future cash flows of the mortgage note using an estimated acquisition date market rate of 4.00%. The mortgage note is secured by 11 theatre properties, which had a net book value of approximately $118.2 million at December 31, 2016. The monthly payments are based on a 10-year amortization schedule and the mortgage note requires monthly principal and interest payments of approximately $635 thousand with a final principal payment at maturity of approximately $85.1 million.

(10) On March 3, 2011, the Company assumed a mortgage note payable of $3.8 million in conjunction with the acquisition of a theatre property. The note was recorded at fair value upon acquisition which was estimated to be $4.1 million. The fair value of the note was determined by discounting the future cash flows of the note using an estimated acquisition date market rate of 5.29%. The note is secured by one theatre property, which had a net book value of approximately $8.0 million at December 31, 2016. The monthly payments are based on a 25-year amortization schedule and the note requires monthly principal and interest payments of approximately $28 thousand with a final principal payment at maturity of approximately $3.2 million.

(11) The Company’s mortgage notes payable due August 1, 2017 are secured by two theatre properties, which had a net book value of approximately $24.8 million at December 31, 2016. The notes had initial balances totaling $28.0 million and the monthly payments are based on a 25-year amortization schedule. The notes require monthly principal and interest payments totaling approximately $178 thousand with a final principal payment at maturity totaling approximately $21.7 million.

(12) The Company’s mortgage note payable due February 1, 2018 is secured by one theatre property which had a net book value of approximately $18.9 million at December 31, 2016. The mortgage loan had an initial balance of $17.5 million and the monthly payments are based on a 20-year amortization schedule. The note requires monthly principal and interest payments of approximately $127 thousand with a final principal payment at maturity of approximately $11.6 million.

(13) The Company's unsecured revolving credit facility (the facility) bears interest at LIBOR plus 1.25%, which was 2.02% on December 31, 2016. Interest is payable monthly. On April 24, 2015, the Company amended, restated and combined its unsecured revolving credit and term loan facilities. The amendments to the unsecured revolving portion of the new credit facility, among other things, (i) increased the initial amount from $535.0 million to $650.0 million, (ii) extended the maturity date from July 23, 2017, to April 24, 2019 (with the Company having the same right as before to extend the loan for one additional year, subject to certain terms and conditions) and (iii) lowered the interest rate and facility fee pricing based on a grid related to the Company's senior unsecured credit ratings which at closing was LIBOR plus 1.25% and 0.25%, respectively. In connection with the amendment, $243 thousand of deferred financing costs (net of accumulated amortization) were written off during the year ended December 31, 2015. As of December 31, 2016, the Company had no outstanding balance under the facility and total availability under the revolving credit facility was $650.0 million. In addition, there is a $1.0 billion accordion feature on the combined unsecured revolving credit and term loan facility that increases the maximum borrowing amount available under the combined facility, subject to lender approval, from $1.0 billion to $2.0 billion. The facility contains financial covenants or restrictions that limit the Company's levels of consolidated debt, secured debt, investment levels outside certain categories and dividend distributions, and require the Company to maintain a minimum consolidated tangible net worth and meet certain coverage levels for fixed charges and debt service.

(14) The Company's unsecured term loan payable bears interest at LIBOR plus 1.40%, which was 2.17% on December 31, 2016. Interest is payable monthly. On April 24, 2015, the Company amended, restated and combined its unsecured revolving credit and term loan facilities. The amendments to the unsecured term loan portion of the new facility, among other things, (i) increased the initial amount from $285.0 million to $350.0 million, (ii) extended the maturity date from July 23, 2018 to April 24, 2020 and (iii) lowered the interest rate at all senior unsecured credit rating tiers which was LIBOR plus 1.40% at closing. In addition, there is a $1.0 billion accordion feature on the combined unsecured revolving credit and term loan facility that increases the maximum borrowing amount available under the combined facility, subject to lender approval, from $1.0 billion to $2.0 billion.

(15) On June 30, 2010, the Company issued $250.0 million in senior unsecured notes due on July 15, 2020. The notes bear interest at 7.75%. Interest is payable on July 15 and January 15 of each year beginning on January 15, 2011 until the stated maturity date of July 15, 2020. The notes were issued at 98.29% of their principal amount and are guaranteed by certain of the Company’s subsidiaries. The notes contain various covenants, including: (i) a limitation on incurrence of any debt that would cause the ratio of the Company’s debt to adjusted total assets to exceed 60%; (ii) a limitation on incurrence of any secured debt which would cause the ratio of the Company’s secured debt to adjusted total assets to exceed 40%; (iii) a limitation on incurrence of any debt which would cause the Company’s debt service coverage ratio to be less than 1.5 times; and (iv) the maintenance at all times of total unencumbered assets not less than 150% of the Company’s outstanding unsecured debt.

(16) On August 8, 2012, the Company issued $350.0 million in senior unsecured notes due on August 15, 2022. The notes bear interest at 5.75%. Interest is payable on February 15 and August 15 of each year beginning on February 15, 2013 until the stated maturity date of August 15, 2022. The notes were issued at 99.998% of their principal amount and are guaranteed by certain of the Company’s subsidiaries. The notes contain various covenants, including: (i) a limitation on incurrence of any debt that would cause the ratio of the Company’s debt to adjusted total assets to exceed 60%; (ii) a limitation on incurrence of any secured debt which would cause the ratio of the Company’s secured debt to adjusted total assets to exceed 40%; (iii) a limitation on incurrence of any debt which would cause the Company’s debt service coverage ratio to be less than 1.5 times; and (iv) the maintenance at all times of total unencumbered assets not less than 150% of the Company’s outstanding unsecured debt.

(17) On June 18, 2013, the Company issued $275.0 million in senior unsecured notes due on July 15, 2023. The notes bear interest at 5.25%. Interest is payable on January 15 and July 15 of each year beginning on January 15, 2014 until the stated maturity date of July 15, 2023. The notes were issued at 99.546% of their principal amount and are guaranteed by certain of the Company’s subsidiaries. The notes contain various covenants, including: (i) a limitation on incurrence of any debt that would cause the ratio of the Company’s debt to adjusted total assets to exceed 60%; (ii) a limitation on incurrence of any secured debt which would cause the ratio of the Company’s secured debt to adjusted total assets to exceed 40%; (iii) a limitation on incurrence of any debt which would cause the Company’s debt service coverage ratio to be less than 1.5 times and (iv) the maintenance at all times of the Company's total unencumbered assets such that they are not less than 150% of the Company’s outstanding unsecured debt.

(18) On August 22, 2016, the Company issued $148.0 million of senior unsecured notes in a private placement transaction. The notes bear interest at an annual rate of 4.35% and are due August 22, 2024. The notes are guaranteed by the Company's subsidiaries that guarantee the Company's unsecured credit facilities and existing senior unsecured notes. The notes contain covenants similar to those found in the Company's unsecured revolving credit facility.

(19) On March 16, 2015, the Company issued $300.0 million in aggregate principal amount of senior notes due on April 1, 2025 pursuant to an underwritten public offering. The notes bear interest at an annual rate of 4.50%. Interest is payable on April 1 and October 1 of each year beginning on October 1, 2015 until the stated maturity date of April 1, 2025. The notes were issued at 99.638% of their face value and are unsecured and guaranteed by certain of the Company’s subsidiaries. The notes contain various covenants, including: (i) a limitation on incurrence of any debt which would cause the ratio of the Company’s debt to adjusted total assets to exceed 60%; (ii) a limitation on incurrence of any secured debt which would cause the ratio of the Company’s secured debt to adjusted total assets to exceed 40%; (iii) a limitation on incurrence of any debt which would cause the Company’s debt service coverage ratio to be less than 1.5 times and (iv) the maintenance at all times of the Company's total unencumbered assets such that they are not less than 150% of the Company’s outstanding unsecured debt.

(20) On August 22, 2016, the Company issued $192.0 million of senior unsecured notes in a private placement transaction. The notes bear interest at an annual rate of 4.56% and are due August 22, 2026. The notes are guaranteed by the Company's subsidiaries that guarantee the Company's unsecured credit facilities and existing senior unsecured notes. The notes contain covenants similar to those found in the Company's unsecured revolving credit facility.

(21) On December 14, 2016, the Company issued $450.0 million in aggregate principal amount of senior notes due on December 14, 2026 pursuant to an underwritten public offering. The notes bear interest at an annual rate of 4.75%. Interest is payable on June 15 and December 15 of each year beginning on June 15, 2017, until the stated maturity date of December 15, 2026. The notes were issued at 98.429% of their face value and are unsecured and guaranteed by certain of the Company’s subsidiaries. The notes contain various covenants, including: (i) a limitation on incurrence of any debt which would cause the ratio of the Company’s debt to adjusted total assets to exceed 60%; (ii) a limitation on incurrence of any secured debt which would cause the ratio of the Company’s secured debt to adjusted total assets to exceed 40%; (iii) a limitation on incurrence of any debt which would cause the Company’s debt service coverage ratio to be less than 1.5 times and (iv) the maintenance at all times of the Company's total unencumbered assets such that they are not less than 150% of the Company’s outstanding unsecured debt.

(22) The Company’s bonds payable due October 1, 2037 are secured by three theatres, which had a net book value of approximately $21.8 million at December 31, 2016, and bear interest at a variable rate which resets on a weekly basis and was 0.76% at December 31, 2016. The bonds requires monthly interest only payments with principal due at maturity.

Certain of the Company’s debt agreements contain customary restrictive covenants related to financial and operating performance as well as certain cross-default provisions. The Company was in compliance with all financial covenants at December 31, 2016.

Principal payments due on long-term debt obligations subsequent to December 31, 2016 (without consideration of any extensions) are as follows (in thousands):



	Amount
Year:
2017	$	163,266
2018	11,684
2019	—
2020	600,000
2021	—
Thereafter	1,739,995
Less: deferred financing costs, net	(29,320		)
Total	$	2,485,625

The Company capitalizes a portion of interest costs as a component of property under development. The following is a summary of interest expense, net for the years ended December 31, 2016, 2015 and 2014 (in thousands):



	2016			2015			2014
Interest on loans	$	101,181		$	92,140		$	82,839
Amortization of deferred financing costs	4,787			4,588			4,248
Credit facility and letter of credit fees	1,873			1,759			1,735
Interest cost capitalized	(10,697		)	(18,547		)	(7,525		)
Interest income	—			(25		)	(27		)
Interest expense, net	$	97,144		$	79,915		$	81,270